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companies as an Independent Director in case such
person is serving as a Whole-time Director of a listed
Company.
3. KMP / Senior Management Employees
Term of appointment is governed by the letter of
appointment issued to the respective KMP/ Employee.
Performance Evaluation:
The Committee shall carry out evaluation of performance of
every Director, KMP and Senior Management Personnel at
regular interval.
The criteria for performance evaluation are as follows:
1. Role & Accountability
- Application of knowledge for rendering advice to
management for resolution of business issues.
- Active engagement with the management and
attentiveness to progress of decisions taken.
2. Objectivity
- Appraisal of issues.
- Own recommendations given professionally without
tending to majority or popular views.
3. Leadership & Initiative
- Heading department / section/ Board Committees.
- Driving any function or identified initiative based on
domain knowledge and experience.
4. Personal Attributes
- Commitment to role & fiduciary responsibilities.
- Active participation.
- Proactive, strategic and lateral thinking.
Removal:
Due to reasons for any disqualification mentioned in the
Companies Act, 2013, rules made thereunder or under any
other applicable Act, rules and regulations or in accordance with
the contract of service / letter of appointment, the Committee
may recommend, to the Board with reasons recorded in writing,
removal of a Director, KMP or Senior Management Personnel.
Retirement:
The Director, KMP and Senior Management Personnel shall retire
as per the applicable provisions of the Companies Act, 2013
and the prevailing policy of the Company. The Board will have
the discretion to retain the Director, KMP, Senior Management
Personnel in the same position / remuneration or otherwise
even after attaining the retirement age, for the benefit of the
Company.
8.
POLICY
RELATING
TO
THE
REMUNERATION FOR THE WHOLE-
TIME DIRECTOR KMP AND SENIOR
MANAGEMENT PERSONNEL
General:
(i) The remuneration / compensation / commission etc. to
the Whole-time Director, KMP and Senior Management
Personnel will be determined by the Committee and
recommended to the Board for approval. The remuneration/
compensation / commission etc. shall be subject to the
prior/post approval of the shareholders of the Company /
Central Government, wherever required.
(ii) The remuneration and commission to be paid to the Whole-
time Director shall be in accordance with the percentage /
slabs / conditions as per the provisions of the Companies
Act, 2013, and the rules made there under.
(iii) Increments to the existing remuneration / compensation
structure may be recommended by the Committee to the
Board which should be within the slabs approved by the
Shareholders in the case of Whole-time Director only.
Increments will be effective from 1st April.
(iv) Where any insurance is taken by the Company on behalf of its
Whole-time Director, Chief Executive Officer, Chief Financial
Officer, the Company Secretary and any other employees
for indemnifying them against any liability, the premium
paid on such insurance shall not be treated as part of the
remuneration payable to any such personnel. Provided that
if such person is proved to be guilty, the premium paid on
such insurance shall be treated as part of the remuneration.
Remuneration to the Whole-time Director KMP and senior
Management Personnel
Remuneration to whole time Directors, KMP and Senior
Management consists of the following components:
1. Salary & Perquisites:
The Whole-time Director / MD / JMD, KMP and Senior
Management Personnel shall be eligible for a monthly
remuneration as may be approved by the Board on the
recommendation of the Committee. The breakup of the
pay scale and quantum of perquisites including, employer’s
contribution to P.F, pension scheme, medical expenses,
reimbursement of gas electricity and water expenses, HRA,
club fees etc. shall be decided and approved by the Board
on the recommendation of the Committee and approved
047
ANNUAL
REPORT
20
16-17
KAJARIA
CERAMICS
CORPORATE
OVERVIEW
MANAGEMENT
REPORTS
FINANCIAL
STATEMENTS